Filing Details

Accession Number:
0001209191-19-046369
Form Type:
4
Zero Holdings:
No
Publication Time:
2019-08-16 17:29:13
Reporting Period:
2019-08-15
Accepted Time:
2019-08-16 17:29:13
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
30697 Wendy's Co WEN Retail-Eating & Drinking Places (5810) 380471180
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
928265 Nelson Peltz 280 Park Avenue
New York NY 10017
Yes No Yes No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock Acquisiton 2019-08-15 475,000 $19.90 28,155,629 No 4 S Indirect By Trian Partners
Common Stock Acquisiton 2019-08-16 1,525,000 $19.99 26,630,629 No 4 S Indirect By Trian Partners
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 S Indirect By Trian Partners
No 4 S Indirect By Trian Partners
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
Common Stock 9,923,417 Direct
Common Stock 132,397 Indirect By Peltz 2009 Family Trust
Common Stock 81,494 Indirect By Children
Common Stock 44,169 Indirect By Spouse
Footnotes
  1. The price shown in Column 4 is a weighted average sale price. The price range for the sales is $19.80 to $19.955. The reporting person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
  2. Trian Fund Management, L.P. ("Trian Management") serves as the management company for Trian Partners, L.P., Trian Partners Master Fund, L.P., Trian Partners Parallel Fund I, L.P., Trian Partners Strategic Fund-G II L.P., Trian Partners Strategic Fund-G III, L.P., Trian Partners Strategic Fund-K, L.P., and Trian Partners Strategic Fund-C, Ltd. (collectively, the "Trian Funds"), and as such determines the investment and voting decisions of the Trian Funds with respect to the shares of the Issuer held by them. Mr. Peltz is a member of Trian Fund Management GP, LLC, which is the general partner of Trian Management, and as such is in a position to determine the investment and voting decisions made by Trian Management on behalf of the Trian Funds.
  3. (FN 2, contd.) Mr. Peltz is also a member of Trian Partners General Partner, LLC ("Trian GP LLC"), the general partner of Trian Partners GP, L.P. ("Trian GP"), and as such is in a position to determine the investment and voting decisions made by Trian GP LLC on behalf of Trian GP. Accordingly, Mr. Peltz may be deemed to indirectly beneficially own (as that term is defined in Rule 13d-3 under the Securities Exchange Act of 1934) the shares beneficially owned by the Trian Funds and Trian GP. Mr. Peltz disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
  4. The price shown in Column 4 is a weighted average sale price. The price range for the sales is $19.78 - $20.21. The reporting person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
  5. All such shares are owned by the Peltz 2009 Family Trust for the benefit of Mr. Peltz's children. Mr. Peltz's spouse is a trustee of the trust.
  6. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
  7. Owned by minor and adult children living in the reporting person's household.